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Kardan N.V. Capital/Financing Update 2015

Apr 2, 2015

6875_iss_2015-04-02_1c6bd30e-da99-4f0e-a65e-dfd9189697c5.pdf

Capital/Financing Update

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KARDAN: POSTPONEMENT OF FINAL PROPOSAL DEEDS OF TRUST

Amsterdam, April 2, 2015 – Kardan N.V. ('Kardan'/ the 'Company'), active in Real Estate, Water Infrastructure and Financial Services in emerging markets, announces – further to the press release of January 6, 2015, on the outcome of the general meetings of Debenture Holders (Series A and B) of the Company (the "Debentures") - as follows:

  1. On January 6, 2015, the meetings of holders of the Company's debentures Series A and Series B (the "Debenture Holders') approved:

a) to defer the February 2015 interest and principal payments by six months until August 2015 for both series ("Immediate Amendment") and

b) that the trustees of both Series shall conduct negotiations with the Company to reach final agreement on amendments to the deeds of trust based on the proposed agreement in principle (the "Principle Debt Settlement").

    1. The Company also undertook to publish a proposal of amended deeds of trust in compliance with the Principle Debt Settlement (in headline entailing deferring the majority of payment of principals by 24 months against certain conditions, restrictions and collateral) within 90 days after January 6, 2015, after having negotiated with the Trustees.
    1. Due to the (technical) complexity of said negotiations, the Company has not yet reached a final agreement on the final wording of said deeds of trust and taking into account, inter alia, the upcoming holidays in Israel, the Company estimates that the publication of the deeds of trust will be postponed by approximately 30 days.

DISCLAIMER

This press release contains forward-looking statements and information, for example concerning the financial condition, results of operations, businesses and potential exposure to market risks of Kardan N.V. and its group companies (jointly "Kardan Group"). All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements (including "forward looking statements" as defined in the Israeli Securities Law). Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. These forward-looking statements are identified by the use of terms and phrases such as ''anticipate'', ''believe'', ''could'', ''estimate'', ''expect'', ''intend'', ''may'', ''plan'', ''objectives'', ''outlook'', ''probably'', ''project'', ''will'', ''seek'', ''target'', ''risks'', ''goals'', ''should'' and similar terms and phrases. A variety of factors, many of which are beyond Kardan Group's control, affect our operations, performance, business strategy and results and could cause the actual results, performance or achievements of Kardan Group to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. For Kardan Group, particular uncertainties arise, amongst others but not limited to and not in any order of importance, (i) from dependence on external financing with the risk that insufficient access to capital threatens its capacity to grow, execute its business model, and generate future financial returns (ii) from concentration of its business in Central Eastern Europe and China as a result of which Kardan Group is strongly exposed to these particular markets (iii) from risks related to the financial markets as a result of Kardan N.V.'s listings on NYSE Euronext Amsterdam and the Tel Aviv Stock Exchange and (iv) from it being a decentralized organization with a large number of separate entities spread over different geographic areas in emerging markets, so that Kardan Group is exposed to the risk of fraudulent activities or illegal acts perpetrated by managers, employees, customers, suppliers or third parties which expose the organization to fines, sanctions and loss of customers, profits and reputation etc. and may adversely impact Kardan Group's ability to achieve its objectives and (v) from any of the risk factors specified in Kardan N.V.'s Annual Report and in the related "Periodic Report" (published by Kardan N.V. in Israel) published in April, and which is also available at the Kardan website. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the relevant forward-looking statement as expected, anticipated, intended, planned, believed, sought, estimated or projected. Kardan N.V. does not intend or assume any obligation to update or revise these forward-looking statements in light of developments which differ from those anticipated.

About Kardan

Kardan identifies and develops assets in promising emerging markets, mainly in Asia (predominantly China), Africa and selected CEE and CIS countries. Its activities are mainly focused on three sectors that benefit from the rising middle class: Real Estate, Water Infrastructure and Banking & Retail Lending. Company headquarters are in the Netherlands. Kardan aims at holding controlling interests in its investments and is actively involved in the definition and implementation of their strategy through its local business platforms. Total assets as of December 31, 2014 amounted to EUR 1 billion; revenues totalled EUR 258 mn in 2014. Kardan is listed on NYSE Euronext Amsterdam and the Tel Aviv Stock Exchange.

For further information please contact:

Caroline Vogelzang Director Investor Relations Phone: +31 20 30 50 010 Mobile: +31 6 10 949 161 [email protected] www.kardan.nl

"This press release contains regulated information (gereglementeerde informatie) as defined in the Dutch Act on Financial Supervision (Wet op het financieel toezicht)"